3AM
by The-First-Step
Summary: This is really just a minor, smutty offshoot from a larger story I intend to write about my OFC and Loki. It's short and sweet, and does not rely on you knowing anything about the wider plot. Have a read for some (hopefully) well-executed lemons (OFC x Loki) All MCU characters are not mine, just Meriyan Harper! NOTE: Will update when I have chapters up for major story.


**Hi everyone! So this is just a little snapshot of where my OFC and Loki are destined to end up. I will of course provide better updates about this, once I've gotten the first few chapters together. What with uni exams and losing my job, I've been stuck in a writing rut for ages and, go figure, smut seems to have been on my mind (-_-) lovely. Anyways, hope you all enjoy - cheeky buggers - and let me know what you think, ye olde fashioned way (little button down the bottom).**

 **Disclaimer - as always, all recognisably MCU characters are not mine, however I claim rights for Meriyan Harper and Tara xx**

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 **Chapter ***

It was well past 3am by the time Meriyan and Loki walked through the door of her apartment. Keeping quiet, so as not to disturb Tara who was sprawled across the couch, Meriyan quickly switched off the television and checked over her gently snoring friend. The bruises on her face were fading considerably and she seemed to be sleeping peacefully for the time being. Meriyan smiled as she dimmed the lights around the apartment.

"Is she asleep?" Loki asked and Meriyan nodded.

"Yes. She seems okay so far, but I'll check on her before I go to bed as well." Loki nodded. Surprising the hell of out Meriyan, he moved over to the couch and carefully, so as not to wake Tara, he hoisted her into his arms. Meriyan watched, mouth slightly agape, as he carried her exhausted friend into the spare room. For a moment she swore she heard, or sensed, Tara wake, but when Loki emerged he merely smiled and closed the door behind him. Meriyan quickly closed her mouth and pretended not to watch as he moved to take a seat on the windowsill. As he turned to look out into the street, she could see his vibrant green eyes reflected in the panes, flicking every now and again up to the sky. Not for the first time she wished she could read him. She'd give anything to be able to know what he felt right now… Suddenly those deep green eyes met hers and she felt that dreaded flutter in her chest. She looked away quickly but felt his gaze follow her as she hurriedly hung her bag on its hook by the door. She swore at herself internally. She wasn't some teenager with no self-control, she was As someone who could so easily read others emotions, she'd be blind, deaf and stupid not to recognise what she felt herself. And it terrified her.

"I'm going to make a cuppa, would you like one?" She asked after a long moment of silence. Without waiting for his answer she quickly put an entire room between them.

"That would be good." He replied quietly, and she nodded absently, taking the kettle and placing it over the gas stove. She jumped violently as the first bars of Matchbox Twenty's "3AM" floated into the kitchen from the lounge room. Poking her head out the kitchen she scowled across at the now smirking man by her stereo.

"You nearly gave me a heart attack." She hissed, still feeling the pounding of her pulse in her ears. He shrugged.

"You're always fiddling around with this contraption, so I thought I'd try it." He replied, coming to stand in the doorway of the kitchen. She moved back at his advanced, and busied herself getting some mugs and tea bags from the cupboards. She peered up to see him, arms folded and hip resting against the doorjamb, staring at her unabashedly. She tossed her head.

 _She says it's cold outside and she hands me my raincoat_  
 _She's always worried about things like that_

Meriyan smiled as the songs' lyrics started to drift quietly through the apartment. It had been too long since she'd had a 90s binge, tomorrow she'd go out, get some ice-cream, pop in The Matrix Trilogy maybe try to tempt Tara to join her. Her mood darkened as she thought about her closest friend. If she ever saw Darren again, it would be too soon. Meriyan considered herself pretty even-tempered, okay, maybe that wasn't totally true, but she certainly never sought out violence, but lord above she was ready to start with that human shit-stain.

"Meriyan?"Loki's voice surprised her. She came back to reality with a crash and realised her hands were fidgeting with her hair. Sighing she leant back on the counter top.

"You have that look on your face again." He said, and she shrugged, turning away so she wouldn't have to worry about his too-green eyes watching her every expression.

"What look?" She tossed back sharply and he chuckled.

"Like you want to murder someone, but I can't for the life of me think of what I've done." He retorted smoothly. This time she laughed.

"Oh, you flatter yourself, I wasn't thinking of you." She murmured and turned just in time to see something light and warm flee from his eyes. Her stomach dropped.

"I mean, I was thinking of Tara… and Darren… well, he's just so…" She gave up, feeling the fight drain from her. Tara couldn't stay forever. Meriyan knew she hated being a burden, hated being on someone else's hospitality, but it pained her to think that, without support, Tara would gravitate back to her old ways, back to him…

"She's stronger then you think she is." Loki murmured and Meriyan opened her mouth to retort. He held up a hand defensively.

"I'm not saying you don't know your own friend, that would be presumptive, but she just needs time away from that mewling quim-" She suddenly burst out laughing.

"Did you just say, mewling quim?" She asked through her gasps. Loki drew himself up, tossing his dark hair cockily.

"I thought it fitting." He murmured and she sniggered.

"Oh yes." She smiled, genuinely, and he returned it. That mysterious warmth was back in his eyes and for a moment Meriyan forgot what she was supposed to be saying, her breath caught and the skin on her cheeks blazed with heat.

 _And she says baby_  
 _It's three a.m. I must be lonely_  
 _When she says baby_  
 _Well I can't help but be scared of it all sometimes_  
 _And the rain's gonna wash away I believe it_

Once again her thoughts were interrupted and she cleared her throat, taking the opportunity to shield her discomfort with a toss her head.

"It was a good show tonight, don't you think?" As she returned to her slouch against the counter, she forced her mind back on the evening. The kettle began to release its first tendrils of steam and she wished it would hurry. Returning to her self-critiquing, there were a couple of things she'd do differently, most with her turns, but otherwise she felt she'd done alright…

"Well, there was that part in the middle-" She looked at him askance and saw his eyes glittering mischeviously. She smirked. So he wanted to play that game did he? She turned to him, folding her arms across her chest playfully.

"Oh, and what would you change exactly?" The insufferable man raised a lazy eyebrow. Peeling himself from the doorway, he came to stand in front of her, resting his hands on the counter tops on either side of her hips. If it had been any other man, in any other situation, he'd have received a sharp kick to the groin, but for some reason, although a part of her railed against being so enclosed, another was thrilled by his closeness. She met his gaze squarely, ignoring the goddamned flutter in her chest.

"Well, you wobbled on the spin…" He started and she felt her lips twist into a scowl. Wobbled indeed! Ducking under his arm, she twirled away and caught the latch of the fridge. With a faux-proud sniff she wrenched it open.

"I wear 8 inch heels, so I won't ask for forgiveness if I 'wobble' slightly." She retorted and bent to grab the milk. She waltzed back to the counter, laying the milk beside the awaiting tea mugs.

"Hm, still…" From here, Meriyan could see his eyes were flicking all over her frame. Suddenly she wondered if he was really so cool as he claimed to be. Her mind was suddenly back, stuck in that strange, robotic kiss they'd shared all those weeks ago. Reliving that brief, almost unbelievable moment when he seemed to really kiss back. She glanced down at her leather jacket and skin-tight mini skirt. Maybe, just maybe, he wasn't as unaffected as he claimed. Emboldened, she took as step closer. Her heart seemed to rise in her throat when his eyelids flickered ever so slightly.

"Still…?" She trailed off, not entirely sure where she was trying to go with her words. Instead, she watched him through her lashes as she slowly reached up and began to unzip her jacket. She smirked internally as his eyes unwilling followed her hands, his face going blank as he fought for composure. Suddenly, his mind blazed a deep and unabashed crimson, the colour of passion, of lust. As quickly as it had come it vanished, hiding behind his usual, invisible wall, but it was enough. She knew, she finally knew. Throwing caution to the wind, Meriyan leaned forward and pressed her lips against his. For a terrible moment she wondered if she'd been wrong. Kissing Loki was like kissing a marble statue. His lips were cold and unmoving beneath her desperately warm ones, but as she went to draw away Meriyan gasped as vicelike hands suddenly closed around her waist. Loki's lips were still cool, but now they demanded her response. He pulled her forward, bringing her flush against him and grinding his hips into hers. Her flesh was on fire, the pleasure rolling in gentle waves up and down her body. Oh god! She returned his passion, sinking into him and rolling her shoulders to lose the confining jacket. He sensed her intentions and helped slide the offending article of clothing down her arms. It hit the ground with a leathery slap, and she arched as his cool hands travelled up from her hips. Those cool hands trailed maddeningly up her back, across her shoulder blades and down along her ribs, skirting just under her bra and teasing her mercilessly.

"Loki…" She moaned and felt rather than saw his echoing response. Encouraged, Meriyan moved her hands under his shirt and trailing her fingers gently across his lower abdomen, teasing the very edge of his belt line. He hissed and bucked into her, claiming her mouth in an even fiercer kiss. She smiled, moving her hands up and popping buttons as she went. Loki bit down gently on her lower lip, and it was her turn to hiss. Opening her eyes, Meriyan saw his were now blazing with a rollarcoaster of emotions. Their intensity frightened and excited her. She, and no one else, had broken through that icy exterior, pushed down his defences… She saw lust, obviously, but something else, deep in the very depths of his mind. Unfortunately, since he wouldn't recognise it, neither could she. She decided, at that moment, it didn't matter. Whatever would be, would be. She closed her eyes again and finished her journey up his torso, trying to push the button up down his arms as she reclaimed his lips. He captured her face, gently this time, and pressed a series of kisses across her cheeks, her eyelids, her nose, anywhere but her lips. She sighed, delighting in the sensation. Suddenly a loud, piercing whistle sounded and Meriyan jumped, remembering through the fog of her arousal that they stood in her dimly lit kitchen waiting for a 3AM cuppa. Loki started violently, his eyes darted almost fearfully around the room. When her heart resumed its usual rhythm, Meriyan stepped back. She hurried to remove the whistling kettle from the stove before it woke Tara. That done, she looked down and realised she was standing in nothing but her mini-skirt and bra. A flush rose to her cheeks, and then she rolled her eyes. What was she, 15? She turned back to find Loki had retreated to the doorway again, his eyes carefully guarded.

"You kissed me." He murmured quietly, so quietly she almost didn't hear it.

"Yes." She stepped towards him, trying not to feel hurt when he stepped back himself.

"And you kissed me back." He could not deny it. He glanced at his hands, then back to her face. His mouth opened, then shut again. For once, he seemed utterly lost for words. Screw this! Meriyan walked forward and pressed herself against him again, reaching up and kissing him once more. He responded immediately, tugging her against him as he walked backwards into the lounge room. The back of his legs must have hit the couch because Meriyan let out and undignified squeak as he toppled backwards and sent them both sprawling over the overstuffed seat. She laughed, her worries suddenly washing away. Loki glared at her, then seeing her mirth directed at the situation, rather than him, began to laugh too. Meriyan moved to straddle him, leaning down and taking his lips with her own, as his hands filled themselves with her hair.

"Gods, you taste so good." He murmured and she preened. Distantly she felt his fingers fumbling with the back of her bra. She kept kissing him but sat back when it appeared he was truly struggling.

"Blasted thing won't… oh…" His eyes widened as she unclipped the black bra from the front, letting her breasts float free. He swallowed.

"May I?" He asked, his voice barely above a whisper. Meriyan suddenly felt her throat catch. Sure, she'd been in relationships, some of which had been pretty serious, but never once, in all that time, had she been asked something so simple. She leaned down and grasped his face, pressing her forehead to his and fighting back tears.

"Touch me, Loki. Make me forget." She pleaded, feeling his hands caress her cheeks, her neck, her back. She hunched slightly, allowing his hands to creep between them, arching into his hands as he rubbed a lazy thumb over her sensitive nipples. He groaned, bucking gently upwards. She moaned, feeling his arousal through his jeans. She dragged at his shirt, helping him pull it down and off. She gazed at him unabashedly.

"Wow." She murmured, winking at his satisfied smirk. The wink slipped when he leaned forward, taking a delicate bud between his lips and sucking ever so gently. The noise that escaped her would have been embarrassing in any other situation, but it only seemed to encourage Loki further. The gentle swell of his tongue brushed over her, and she arched again as he sucked, even harder this time, whilst kneading her other breast. She was so distracted she didn't notice his other hand slip beneath her skirt. It was only when she felt cool fingers rub against the soaked fabric of her underwear that she wised up. Suddenly she went rigid.

"Loki, I… sorry I…" He withdrew immediately bringing his hands up to her face.

"Shhhh." He pressed his forehead to hers.

"You don't need to explain." Ashamed, Meriyan looked away. She wasn't shy with her body, but this, this felt intimate, and intimacy was a whole different story. She'd gotten through life with nothing more than a collection of bad boyfriends and one night stands, nothing she wasn't able to live with, but this, with Loki, it was different. She knew that, whatever happened between them, she wouldn't be able to walk away, put it on some great shelf in her mind and forget it ever happened. And she sensed it was the same for him. The thought that someone felt so strongly for her, scared the living daylights of her. She wasn't supposed to get attached like this.

"Stop." Loki's voice broke through her thoughts. She felt his hand gently coaxed her face upwards, found her gaze fall into his.

"Whatever's going on in there, stop, I need you. I need you here, with me." He was begging. Loki, begging. She blinked.

"Say that again." She said and he licked his lips.

"Stop-"

"Not that, the other part." She pinned him with a clear, unflinching stare. He, to his credit, held it.

"I need you, Meriyan Harper. I need you here, with me." Meriyan felt her throat catch, her vision blurred ever so slightly and she leaned forward. He clutched at her, his grip almost painfully tight. She held him tightly, wrapping her legs and arms around him, as if she could meld them together simply by wishing it so.

She made her decision. Disentangling herself from his arms, she moved to stand, looking back to see him staring at her, face flushed, hair ever so ruffled. God, she wanted to jump him right there. He opened his mouth, a question obviously on his lips. Instead, she took his hand and pressed a finger to her lips. He clammed shut, standing and following her as she led him across the room to the stairs. They mounted in silence, never breaking eye contact, hardly daring to breath. When they reached the mezzanine, Meriyan pushed Loki into her room, briefly turning to close the thin door that sealed them off from the downstairs area. The curtains of her window over Main Street were undrawn, allowing the spring moonlight to drift into the room. In that soft, incandescent light, Meriyan slowly, tremblingly, reached down and slid the zipper of her skirt apart. It fell to the floor with a whisper. Loki watched her, his eyes glowing in the darkness. She could hear his breath hitching, see his fingers twitching, arching to reach forward… She shook her head, stepping back to tug, centimetre by centimetre, at her last remaining article of clothing.

"Meriyan…" He breathed her name, like a prayer. Meriyan slipped the silky fabric down her thighs and let it fall to join her skirt. For a moment she stood, naked as the day she was born, in the centre of the room. Then she walked forward, pushing Loki backwards onto her bed. She approached him, smiling as his hands moved in the darkness to undo his belt and send his jeans to the floor in one swift movement. She stepped between his legs, bringing her hands to his head as he buried his face into her stomach, pressing small kisses to her navel as she ran her fingers through his hair. He broke away, looking up at her.

"Meriyan, we don't have to do this… if you're not comfortable-" She placed a hand over his lips.

"Loki, I… I'm done with hiding, I'm done with holding myself back, I'm terrified right now but, I think that's a good thing – that this," She reached down and placed his hand on her breast.

"This is a good thing. The right thing." He stared at her for a long moment, then his eyes softened. He reached up and kissed her, tugging her forward and twisting so she fell gently onto her covers with him on top. She moaned as he pressed his now fully erect member into the apex of her thighs, tempting, teasing, but holding back as they crawled their way up the bed, never breaking away from each others' mouths, or stopping their ever wandering hands. It was wet, it was messy, but god, it felt so good. Meriyan moaned as Loki found the junction of her neck and shoulder, ghosted his breath over her skin, before moving to nip and suck at the gentle shell of her ear.

"Loki…" She breathed, feeling him melt ever so slightly into her.

"Say it again." He demanded and she smiled.

"Loki. Oh, Loki" She gasped as his lips found her breast once more, tugging, nipping, pulling at her now painfully hard nipples. She in turn stretched her hands downwards, smirking as her fingertips traced his head and he jerked, a hiss of pleasure escaping from between his clenched teeth. She spat into her palm, inconspicuously as possible, and reached down again, grasping him firmly but gently. He groaned, collapsing to the side and bucking up into her hand as she slid up and down his shaft. She watched his face in the darkness, building up speed as he bucked harder and harder into her hand. She smiled every time her name issued from his lips and there was a distinct throbbing between her legs that was only growing in intensity. He seemed to sense this because a moment later she felt his hand come to rest over hers, forcing her to stop.

"As wonderful as that feels, I must insist that you stop…" She pulled back and allowed him repositioned them, with him crouching over her. She tried not to blush as he spread her legs, positioning himself between them and tracing his fingers along the sensitive skin of her innermost thighs. She keened, her back arching.

"Gods, you are glorious." He whispered and she panted, straining as his fingers brushed, tentatively, over her opening. She moaned, the memory of her hesitation long gone from her mind. He became bolder, rubbing his fingers over her clit, circling and rubbing, occasionally dipping one finger or two into her now dripping centre.

"Fuck, please… Loki, please!" She was begging him now, wanted, straining.

"Let go Meriyan." Loki whispered, his voice like liquid silver. She felt her centre begin to pulse, to tighten. Her breath began to labour, her mind scrambling for control but failing.

"I'm, I'm close… Loki, please." Loki leaned forward, finding her neck once more and trailing a series of kisses along her jaw.

"Open your eyes." He whispered and she did, meeting his deep, glowing green orbs with her own pale blue ones. His mind was a blaze of deep crimson and flecks of gold. The lust, the pride, the tenderness flowed off him in waves, wrapping her up and carrying her even closer to release. It was as if his pleasure fed hers, giving her too much! She clung to a thread of pure silver that suddenly streaked from the centre.

 _She's so beautiful._ A voice, a deep, distinctly Loki voice, suddenly sounded in her mind, filling her with untold emotion.

"Meriyan…" Her world suddenly exploded. As her body seized uncontrollably, her eyes flew wide and her head flew back, a bubbling cry issuing from her mouth. When she was back on earth, she became aware of a pair of startling green eyes peering at her and cool hands stroking up and down her body.

"Loki…" He captured her lips.

"You were-" He couldn't finish, but she understood.

"Thank you, I…" He smiled, placing a finger over her lips.

"If you were any louder, I'd be worried we'd wake Tara." Her heart stopped. Oh God, TARA! Loki smirked.

"I want to see if I can do that again, but this time…" He positioned himself over her entrance, she moaned as the head of his member pressed right up against her. She bucked into him, moaning. Their eyes met. She nodded, not trusting herself to speak. With a soft groan he slid inside her, pausing ever so often as she adjusted to him. When he was wholely inside her they paused, just relishing in the connection. Meriyan titled her hips coaxing Loki into a slow, delicious pace. In and out, slowly. Oh so slowly. She moaned into his ear.

"Faster." She pleaded, moaned as he picked up his rhythm, his thrusts becoming harder as he fought to restrain himself.

"No, give me everything, all of you." She demanded, thursting to meet him, grinding her hips into his, her moans deepening as he listened to her, gripping her hips and pounding into her.

"Yes, yes. Loki. Yes, oh, yes, god, yes. Oh!" A sudden shift in her pelvis made her centre spark like a firework. Loki slowed, tilting her every which way until he struck that same, wondrous spot.

"Oh!" He worked at that spot, using his thumb to gentle stimulate her clit, biting and sucking at her ear lobe. The overwhelming sensations sent her over the edge again, but he kept going, softer and slower, but obviously unwilling or unable to stop. Still recovering she attempted to meet his thrusts, but soon her herself clutching at his shoulders, gasping into his ear and tilting her pelvis to change the angle or depth. Soon, they both began to labour, Loki harder than Meriyan. His thrusts began to grow sloppy, his hands losing their grasp.

"I'm here Loki, let it go. Make me yours." Meriyan whispered, biting down on his ear lobe, as he had done to her. She smiled as his breath hitched one final time. He groaned, his whole body shuddering as he finished inside her. He collapsed, but not before he tilted his shoulders and rolled onto the mattress beside her. Joined still at their centres, they lay, breathing hard and eyes closed, for a single, wonderful moment, totally alone with no other thoughts but each other. Meriyan had never know such silence, such beautiful silence. She opened her eyes to find Loki's handsome face inches from her own. The lines, that she hadn't even realised frequented his brow, had lifted, making him years younger. She stretched out her hand, pushing his sweaty hair back from his face and stroking his cheek with her thumb. He leaned, ever so slightly, into her touch, opening his eyes and gazing at her with such warmth she almost ran from the room. She smiled back. Fighting back the strange fluttering in her chest.

"Hello." She whispered.

"Hello." He replied.

They stared at each other for a long moment, soaking in the moment. Then reality hit, and Meriyan felt the stickiness between her thighs and sighed.

"Excuse me." She murmured, rolling away from him and walking to the bathroom. She cleaned herself and returned, stopping dead as she saw him sitting on the end of her bed, his pants on and his shirt drawn part way up his arms.

"You're leaving…" Her stomach dropped like lead. His head shot up, green eyes that had previously been filled with hurt and loathing suddenly cleared.

"You want me to stay?" He asked and Meriyan's heart ached.

"Hasn't anyone ever wanted you to?" She asked, coming to kneel on the beside behind him, wrapping her arms around his chest and resting her chin on his shoulder. He sighed and rested his head against hers.

"No, I wasn't the sort to be asked to dance twice, so to speak." He replied tartly and Meriyan scowled, not sure who she was supposed to be mad with exactly, but furious nonetheless. Thunder rumbled overhead, and moments later the tell-tale clink of rain on the window pane filled the near-silent room. Meriyan smiled. Maybe it was an Australian thing, but god she loved the rain. Remembering the rather morose man in her arms she pressed a sweet kiss to his cheek.

"Well, that's their loss, and my gain." She pulled his shirt back off, tugging him back up the bed. He came, willingly, his eyes wide but forbidding hope. She drew him under the rumpled covers and waited as he removed his jeans and tucked her into his chest. Wrapping his arms around her, Meriyan smiled as he sighed blissfully. She returned his sentiments, entwining her legs through his and relaxing against him.

"Loki?" She looked up, only to find his face was slack with sleep. She smiled, pressed a kiss against his chin.

"I think, maybe, I could love you." She murmured closing her own eyes and settling into sleep, lulled by the sound of pre-dawn rain.

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 **Woohoo! First smutty fic I've done in ages! Let me know what you think, do you like it, hate it, want more of it? I can't write unless I know - so send us some love? xxxx**


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